Amended Statement of Changes in Beneficial Ownership (4/a)
October 11 2016 - 1:06PM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Foresite Capital Management II, LLC
|
2. Issuer Name
and
Ticker or Trading Symbol
AERIE PHARMACEUTICALS INC
[
AERI
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
|
(Last)
(First)
(Middle)
600 MONTGOMERY STREET, SUITE 4500
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/6/2016
|
(Street)
SAN FRANCISCO, CA 94111
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
10/7/2016
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Common Stock
|
10/6/2016
|
|
S
|
|
24813
|
D
|
$40.3399
(1)
|
1647901
|
I
|
See Footnote
(2)
|
Common Stock
|
10/6/2016
|
|
S
|
|
25187
|
D
|
$40.3399
(1)
|
1672697
|
I
|
See Footnote
(3)
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Trans. Date
|
3A. Deemed Execution Date, if any
|
4. Trans. Code
(Instr. 8)
|
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
6. Date Exercisable and Expiration Date
|
7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
|
8. Price of Derivative Security
(Instr. 5)
|
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
|
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
|
11. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
(A)
|
(D)
|
Date Exercisable
|
Expiration Date
|
Title
|
Amount or Number of Shares
|
Explanation of Responses:
|
(
1)
|
This transaction was executed in multiple trades at prices ranging from $40.00 to $40.90. The price reported reflects the weighted average sale price. The Reporting Persons hereby undertake to provide upon request to the SEC staff, the Issuer, or any stockholder of the Issuer, full information regarding the number of shares and the price at which each trade was effected.
|
(
2)
|
The shares are owned directly by Foresite Capital Fund II, L.P. ("FCF II"). Foresite Capital Management II, LLC ("FCM II"), the general partner of
FCF II, may be deemed to have sole voting and dispositive power over these shares. James B. Tananbaum ("Mr. Tananbaum"), in his capacity
as managing member of FCM II, may be deemed to have sole voting and dispositive power over these shares. Each Reporting Person disclaims
the existence of a "group." Each of FCM II and its members and Mr. Tananbaum disclaims beneficial ownership of any of these shares except to
the extent of any pecuniary interest therein, and the filing of this report is not an admission that FCM II and its members or Mr. Tananbaum is the
beneficial owner of these shares for purposes of Section 16 or any other purpose.
|
(
3)
|
The shares are owned directly by Foresite Capital Fund III, L.P. ("FCF III"). Foresite Capital Management III, LLC ("FCM III"), the general partner of FCF III, may be deemed to have sole voting and dispositive power over these shares. James B. Tananbaum ("Mr. Tananbaum"), in his capacity as managing member of FCM III, may be deemed to have sole voting and dispositive power over these shares. Each Reporting Person disclaims the existence of a "group." Each of FCM III and its members and Mr. Tananbaum disclaims beneficial ownership of any of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that FCM III and its members or Mr. Tananbaum is the beneficial owner of these shares for purposes of Section 16 or any other purpose.
|
Remarks:
This Form 4 Amendment amends and restates in its entirety the Form 4 filed on October 7, 2016, for the sole purpose of including footnotes regarding the price range of the same-day, same-way transactions that were reported in a single line item.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
Foresite Capital Management II, LLC
600 MONTGOMERY STREET
SUITE 4500
SAN FRANCISCO, CA 94111
|
|
X
|
|
|
Foresite Capital Fund II, L.P.
600 MONTGOMERY STREET
SUITE 4500
SAN FRANCISCO, CA 94111
|
|
X
|
|
|
Foresite Capital Management III, LLC
600 MONTGOMERY STREET
SUITE 4500
SAN FRANCISCO, CA 94111
|
|
X
|
|
|
Foresite Capital Fund III, L.P.
600 MONTGOMERY STREEET
SUITE 4500
SAN FRANCISCO, CA 94111
|
|
X
|
|
|
Tananbaum James B.
3052 PACIFIC AVENUE
SAN FRANCISCO, CA 94115
|
|
X
|
|
|
Signatures
|
FORESITE CAPITAL MANAGEMENT II, LLC, By: Dennis D. Ryan, Chief Financial Officer
|
|
10/11/2016
|
**
Signature of Reporting Person
|
Date
|
FORESITE CAPITAL FUND II, L.P., By: Foresite Capital Management II, LLC, Its: General Partner, By: /s/ Dennis D. Ryan, Chief Financial Officer
|
|
10/11/2016
|
**
Signature of Reporting Person
|
Date
|
FORESITE CAPITAL MANAGEMENT III, LLC, By: /s/ Dennis D. Ryan, Chief Financial Officer
|
|
10/11/2016
|
**
Signature of Reporting Person
|
Date
|
FORESITE CAPITAL FUND III, L.P., By: Foresite Capital Management III, LLC, Its: General Partner, By: /s/ Dennis D. Ryan, Chief Financial Officer
|
|
10/11/2016
|
**
Signature of Reporting Person
|
Date
|
/s/ James B. Tananbaum
|
|
10/11/2016
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
|
**
|
Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
|
Aerie Pharmaceuticals (NASDAQ:AERI)
Historical Stock Chart
From Mar 2024 to Apr 2024
Aerie Pharmaceuticals (NASDAQ:AERI)
Historical Stock Chart
From Apr 2023 to Apr 2024